The Phantom
by Winter Blake
Summary: How was Mary Jane supposed to compete with a ghost? Let alone the ghost of Gwen Stacy. Her heart was breaking and there was nothing she could do about it. Pairings Peter/Mary Jane and past Peter/Gwen


**Disclaimer: I do not own Spiderman.**

**Pretty sure I rated this to high but I'm paranoid.**

**Also their is a companion piece that is up from Peter's POV if you are interested. **

**I left the time frame ambiguous on purpose so you can picture this taking place whenver you so desire.**

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**Phantom **

Mary Jane knows she can never compete with a ghost. She doesn't want to replace Gwen or anything, she wants Peter to keep a place in his heart for her- but it still _hurt._ Mary Jane's heart broke whenever she had heard Peter call out to Gwen in his sleep. Some nights when she awoke to hear Peter call for his dead first love Mary Jane had felt tears spring to her eyes, and to her everlasting shame, sometimes she had not been able to hold them back.

It had been a very long time since Peter had called out to Gwen, but he still had nightmares, and Mary Jane knew that he was dreaming of Gwen. The nightmares had gotten progressively worse, and Peter would wake in the middle of the night with tears in his eyes and a scream caught in his throat. She would hold him and whisper comforting words in his ear, and he would just hold her close. Mary Jane loved Peter but she wasn't sure how long she could keep doing this. She didn't know if she could keep holding him every night as he cried about another woman. She wasn't strong enough to endure that. She loved Peter with every fiber of her being, but she didn't think he loved her as much and she loved him. She might have been able to live with that if Gwen wasn't constantly haunting them in the night.

It was another such night that Peter had awoken with a scream, which in turn awoke Mary Jane. Before she could even turn to begin her nearly nightly ritual of comfort Peter had attached himself to her. He was holding her tightly as he buried his head in her neck, and she could feel his tears falling onto her.

"It'll be alright," Mary Jane lied, because it wouldn't. It had been years since Gwen's death and Peter was still crying over it. It would never be alright. And with that one lie Mary Jane felt her own tears begin, and she engaged in a desperate struggle to keep them at bay. She would cry tomorrow when Peter was gone and she was alone. She could have her breakdown later, not during Peter's. Peter was what mattered- not her petty little competition with a ghost.

But the tears stayed and Mary Jane new she needed to get out of the room before Peter saw them. She didn't need to add to his guilt. "How about I make you some tea," she said in a steady voice that surprised her. The tears were about to come crashing and she needed to make her get away.

"Stay," Peter whispered into her skin, "I need you right now. I need to know you're here."

"Okay," Mary Jane said in what she hoped was a soothing voice. She held Peter and hoped he wouldn't decide to look at her, as she finally lost the battle and her tears cascaded down her cheeks.

But somehow the tears gave her courage to say the words she had never said. To say the things that needed to be said but she could never bring herself to because it just hurt to damn much. "I know you miss her Peter," Mary Jane said quietly into Peter's hair. She tried to keep her voice as steady as she could. "I know it hurts you that she's gone, and I understand that. But I can't keep doing this."

Peter's head shot up and he looked into Mary Jane's red-rimmed eyes with his own. "What are you talking about?" Peter said in confusion. The terror he had previously been experiencing had seemed to dissipate with Mary Jane's words and was replaced with a lingering sadness and confusion.

Mary Jane sighed sitting up in bed followed by Peter.

"I know how much you loved her, and I know I could never replace her. I know she was your real love, but I can't keep competing with a ghost Peter. I know that your nightmares are about her, and I can't keep this up. I love you so much Peter. I love you more then anyone in the world, but I can't keep doing this." An unwanted sob escaped from Mary Jane's lips and she clamped a hand over her mouth to try and stop another.

For his part Peter just stared at her in shock. Mary Jane supposed Peter never thought she would have the guts to say the things she just had. Never thought she would utter the blasphemy against his one true love.

Another sob tore through her that she couldn't suppress, and that seemed to take Peter out of his shock.

"No, baby, please don't cry," Peter said embracing her, and that was it. Mary Jane might have been able to keep it together if Peter hadn't held her, but the second she was in Peter's arms she broke. Every damn emotion that she had been holding back came crashing down and she cried in his arms, cursing herself to hell the entire time.

_How can I be doing this to him?_ She though to herself, but was unable to stop. The tears just kept coming and she was at their mercy. She couldn't remember the last time she had cried this hard- she wasn't sure she had _ever_ cried this hard in her life.

"It's okay MJ," Peter said. "Oh god. MJ _please_ calm down you're going to make yourself sick." Peter held her a little tighter after that, one hand around her waist, and the other running down her hair.

Mary Jane wasn't sure how long she cried. Minutes, hours, she wasn't sure, but finally, _finally_, her body was cried out, and she regained control once more.

She lifted her head up from Peter's chest and found she couldn't look him in the eyes. She looked down at her hands feeling a mixture of guilt and embarrassment.

_I must look like a complete wreck,_ she thought vainly.

"I'm sorry," Mary Jane said apologizing for her transgression.

"What?" Peter said loudly, and the in a quieter voice, "No MJ. You have _nothing_ to be sorry for. This is all my fault."

Mary Jane couldn't' help but smile a little. Of course Peter was blaming himself. "No it's not. I understand how you must feel. It's all me. I just can't handle it." Unsure of what to do or say after that Mary Jane's fight or flight instincts kicked in and flight was the predominantly overpowering one. She had turned to get out of bed when a strong hand grabbed hers and stopped her from leaving.

"You don't seem to understand," Peter said.

"No I do. I really do," Mary Jane said. "I know I've never lost someone like you have, so I can't know how it must feel. But I know if I ever lost you… I know how much this hurts you Peter, and I… I know it won't go away. And I know it isn't anything I can help let alone ever begin to fix."

Peter lifted her chin up gently with his hand and for the first time Mary was looking at him straight in the eyes.

_At least he calmed down,_ Mary Jane thought; glad he wasn't suffering from the after affects of his nightmare anymore.

He wasn't crying, but there were unshed tears in his eyes that Mary Jane assumed were pity for her. She wanted to hate him, because she didn't need his damn _pity_, but she couldn't. She only felt gratitude because even if he was feeling pity, at least he felt _something_ towards her.

"How long have you felt this way?" Peter asked her quietly, looking at her with kind eyes.

Mary Jane shook her head. "It doesn't matter Peter. I know whatever I say you are just going to blame yourself for, and I already told you not to."

"_Please_ MJ," Peter pleaded eyes shining with unshed tears.

"I don't know," Mary Jane said. "You've had these nightmares for so long Peter, it just kind of… happened gradually I suppose." She paused for a moment before adding, "I'm so sorry Peter. I never wanted to hurt you."

Peter let out something after she said that, that could only be described as a growl. "Stop apologizing! You haven't done anything wrong."

"Peter-"

"No let me speak. MJ… I haven't dreamt about Gwen in… I can't even remember the last time I dreamt about her."

"You call out to her in you sleep."

Peter looked at her with surprised questioning eyes. "What? When?"

"Well it's been a while but-"

"See MJ I haven't dreamt of her in a while. It's… It's you I dream about."

Mary Jane just stared at him in shock for a while, unable to process the words that she had been told. "Me?"

"MJ do you mean to tell me that all this time you had no idea what my nightmares were about?"

"I thought you were dreaming of Gwen's death."

Peter let out a manic laugh. "If only."

"What? Peter-"

"I'm not saying that her death doesn't haunt me, because it does. I don't think it will ever not. MJ you know I will always love her, but I'm not _in_ love with her. I'm in with love _you_ and only you."

Mary Jane was sure she was dreaming this because there was no way Peter had just told her he loved her and not Gwen. "Then… but your dreams-"

"Used to be about Gwen. Somewhere along the way they stopped being about her and…" suddenly Peter stopped talking and Mary Jane could tell he wanted to start crying again as he lost himself to the world of his nightmares once more. She did what he had just done to her and held him to her.

"It's okay," she soothed. "You don't have to tell me."

"But I do," Peter said as he carefully extricated her arms around him, "because you won't understand until I tell you. My dreams… there about _you_."

"Me?" Mary Jane said slowly. "What about me? Oh please don't tell me that you dream about me hurting you or something because I would nev-"

"No MJ, I know you wouldn't."

"Then wha- _oh_," Understanding suddenly dawning on her.

"One night I was dreaming of the bridge but instead of Gwen it was you. And for a while I just kept having that same dream, but then they changed, and you've died so many different way, and-" His voice cracked and he let out a strangled cry, and Mary Jane's heart broke.

She held him as tightly as she could, and hoped that her presence might soothe him.

"I'm right here Peter. You don't have to worry about that."

"But-"

"No buts. I'm fine Peter, and I'm going to stay fine. I'm not going to leave you. Not now not ever."

"But what if I-"

"Shhhh. You aren't going to cause anything, let alone my death."

Peter just nodded as he kept holding her.

"I'm sorry MJ. I had no idea you felt this way."

"Stop feeling guilty Peter. I swear you can sometimes be such an insufferable little martyr."

Peter chuckled as he drew her in for a kiss.

**Author's Note: So what do you think? I hate the ending but I wasn't quite sure how to end it. Maybe I'll go back and change it if I come up with a better idea. I wrote this at four in the morning when I couldn't sleep so I'm not really sure how this turned out.****  
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** Please please please review! **


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